Fenmoor order form - commercial and contract points

Hi Richard, Louise, Harriet, Following our conversation this week, I wanted to pull the open points into one place so nobody has to hunt through earlier emails. Where we are: the Growth proposal is in negotiation and the date we are all working to is 17 Jun 2024. If we can get this over the line by then, the implementation team can plan the start with you straight away. What I need from each of you: - Louise - your comments on the order form and the MSA, so we can see where Fenmoor's paper differs from ours. - Harriet - confirmation of how you would like invoices set out, so they reconcile cleanly to the order form from the first one. - Richard - a steer on whether the commercial structure works for you as it stands. Owen is copied as he is the senior name on pricing questions on our side, so please bring anything commercial to him or to me. Best, Priya

Dear Priya, Thank you for the summary. To be clear on process: our standard position is that supplier contracts go on Fenmoor's paper, so I will review your order form against our terms and come back with a redline. Please can you confirm which version of the order form is the current one, so we are all working from the same document. I should also say that none of the commercial terms can be treated as agreed until the contract is settled. Everything below is subject to contract. On price, we would expect any movement from list to be tied to something specific, such as term or payment timing. If you have something in mind, please set it out in the next version rather than on a call. I will revert once the redline is ready. Kind regards, Louise Carver, Procurement

Hi all, Thanks, Louise - that is clear, and we are happy to work from your redline. To answer the version question: the order form attached is the only current one, and it supersedes the earlier draft you were sent. The total for the Growth tier is unchanged and covers the subscription and the one-off implementation. Harriet, the invoice schedule is laid out in the order form so each invoice can be traced back to a line in it, which I hope helps for audit purposes. On the point about list price, I have talked it through with Owen. Anything we can offer on the first term would need a decision by a fixed date, so I would rather agree that date with Richard than leave it open. I would suggest this is settled in time for 17 Jun 2024. If it helps, Owen and I can join a short call with Louise to go through the redline when it arrives. Happy to make this easy. Best, Priya

Priya, Thank you. I have read this with Louise's note. The decision I am being asked to make is whether to proceed on the Growth tier on the terms in the order form. I am not in a position to confirm that until Louise has completed her redline and Harriet is satisfied the invoicing can be reconciled. Please send Louise any revised wording directly, and keep the first-term point on one page so I can take it to the board if needed. I will not be discussing the detail on a call. Regards, Richard Thorne